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Shurgard

AGM Information Apr 16, 2024

9952_rns_2024-04-16_4ea50810-7609-4909-a878-0907abea6993.pdf

AGM Information

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Shurgard Self Storage

Limited company

Registered office: Elizabeth House, Les Ruettes Brayes, St Peter Port

Guernsey GY1 1EW

Guernsey Registry number: 48630

(the "Company")

______________________________________________________________________

_______________________________________________________________________

Proposed resolutions of

the Annual General Meeting of the Shareholders of the Company of May 22, 2024

(the "Meeting")

1 Submission of (i) the management reports of the Board of Directors of the Company, (ii) the report of the Company's independent auditor on the consolidated annual accounts of the Company for the financial year ended on December 31, 2023 prepared in accordance with the International Financial Reporting Standards ("IFRS") and (iii) the report of the Company's independent auditor on the stand-alone annual accounts of the Company for the financial year ended on December 31, 2023 prepared in accordance with Belgian GAAP.

NO RESOLUTION REQUIRED

2 Approval by Ordinary Resolution, of the consolidated annual accounts of the Company for the financial year ended on December 31, 2023.

DRAFT FIRST RESOLUTION

The Meeting RESOLVED to approve the consolidated annual accounts of the Company for the financial year ended on December 31, 2023.

3 Approval by Ordinary Resolution, of the stand-alone annual accounts of the Company for the financial year ended on December 31, 2023.

DRAFT SECOND RESOLUTION

The Meeting RESOLVED to approve the stand-alone annual accounts of the Company for the financial year ended on December 31, 2023, which show a loss of €7,048,645.

4 Allocation of results and approval by Ordinary Resolution, that a dividend in relation to the financial year ended on December 31, 2023, of €0.59 per share be paid on or around May 29, 2024, subject to compliance by the Board of Directors with the provisions of the Companies (Guernsey) Law, 2008 as amended in relation to the payment of dividends.

DRAFT THIRD RESOLUTION

The Meeting RESOLVED to allocate the results of the Company based on the stand-alone accounts of the Company for the financial year ended December 31, 2023, as follows:

Loss of the year 7,048,645
Profit brought forward (42,583)
Net loss to be allocated 7,006,062
Loss brought forward 7,006,062

Subject to compliance by the Board of Directors with the provisions of the Companies (Guernsey) Law, 2008 as amended in relation to the payment of dividends the Meeting further:

  • (a) RESOLVED to approve the distribution of a dividend in an amount of €0.59 per share; and
  • (b) ACKNOWLEDGED that the ex-dividend date shall be May 27, 2024, that the record date determining the eligibility to receive a dividend payment shall be May 28, 2024, and that the payment of the dividend shall commence on May 29, 2024.
  • 5 Approval by Ordinary Resolution, to grant discharge to the Board of Directors of the Company for the exercise of their mandate during the financial year ended on December 31, 2023.

DRAFT FOURTH RESOLUTION

The Meeting RESOLVED that the Directors of the Company be discharged from any liability for the exercise of their mandate during the financial year ended December 31, 2023.

6 Approval by Ordinary Resolution, that the mandate of the following existing Directors of the Company be extended for a term ending at the Company's annual general meeting of shareholders to be held in 2025 without change to their existing remuneration as set by the ESG Committee:

(i) Marc Oursin, (ii) Z. Jamie Behar, (iii), Frank Fiskers, (iv) Ian Marcus, (v) Padraig McCarthy, (vi) Muriel de Lathouwer, (vii) Lorna Brown, and (viii) Thomas Boyle.

DRAFT FIFTH RESOLUTIONS (EACH BEING A STANDALONE RESOLUTION)

(a) The Meeting RESOLVED to renew the mandate of Marc Oursin, born on April 7, 1962 in Paris, France, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.

  • (b) The Meeting RESOLVED to renew the mandate of Z. Jamie Behar, born on May 6, 1957 in Pottsville, Pennsylvania, USA, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (c) The Meeting RESOLVED to renew the mandate of Frank Fiskers, born on May 22, 1961 in Copenhagen, Denmark, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (d) The Meeting RESOLVED to renew the mandate of Ian Marcus, born on January 16, 1959 in Bournemouth, UK, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (e) The Meeting RESOLVED to renew the mandate of Padraig McCarthy, born on September 27, 1960 in Cork, Ireland, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (f) The Meeting RESOLVED to renew the mandate of Muriel de Lathouwer, born on April 24, 1972 in Ixelles, Belgium, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (g) The Meeting RESOLVED to renew the mandate of Thomas Boyle, born on February 21, 1983 in Ravenna, Ohio, USA, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • (h) The Meeting RESOLVED to renew the mandate of Lorna Brown, born on October 3, 1975 in Glasgow, Scotland, United Kingdom, and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • 7 Approval by Ordinary Resolution, that the following proposed candidate be elected as Director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025, the remuneration of each, if elected, to be set at the standard levels as previously approved by the shareholders.

(i) Paula Hay-Plumb.

DRAFT SIXTH RESOLUTION

  • (a) The Meeting RESOLVED to appoint Paula Hay-Plumb, born on March 18, 1960 in Burnham, UK and with professional address at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey GY1 1EW, as director of the Company for a term ending at the Company's annual general meeting of shareholders to be held in 2025.
  • 8 Approval by Ordinary Resolution, that PricewaterhouseCoopers CI LLP, P.O. Box 321, Royal Bank Place, 1 Glategny Esplanade, St Peter Port, Guernsey, GY1 4ND be appointed as auditors for a term ending at the Company's annual general meeting of shareholders to be held in 2025.

DRAFT SEVENTH RESOLUTION

The Meeting RESOLVED that PricewaterhouseCoopers CI LLP, P.O. Box 321, Royal Bank Place, 1 Glategny Esplanade, St Peter Port, Guernsey, GY1 4ND PWC Guernsey be appointed as auditors for a term ending at the Company's annual general meeting of shareholders to be held in 2025.

9 Advisory vote on the Remuneration Report prepared by the ESG Committee of the Company for the financial year ended on December 31, 2023.

DRAFT EIGHTH RESOLUTION

The Meeting RESOLVED to approve the Remuneration Report prepared by the ESG Committee of the Company for the financial year ended on December 31, 2023.

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